0001193125-12-301652.txt : 20120713 0001193125-12-301652.hdr.sgml : 20120713 20120713110528 ACCESSION NUMBER: 0001193125-12-301652 CONFORMED SUBMISSION TYPE: 485BPOS PUBLIC DOCUMENT COUNT: 7 FILED AS OF DATE: 20120713 DATE AS OF CHANGE: 20120713 EFFECTIVENESS DATE: 20120713 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ALLIANCEBERNSTEIN CAP FUND, INC. CENTRAL INDEX KEY: 0000081443 IRS NUMBER: 132625045 STATE OF INCORPORATION: DE FISCAL YEAR END: 0731 FILING VALUES: FORM TYPE: 485BPOS SEC ACT: 1933 Act SEC FILE NUMBER: 002-29901 FILM NUMBER: 12960996 BUSINESS ADDRESS: STREET 1: ALLIANCEBERNSTEIN LP STREET 2: 1345 AVENUE OF THE AMERICAS CITY: NEW YORK STATE: NY ZIP: 10105 BUSINESS PHONE: 2129691000 MAIL ADDRESS: STREET 1: ALLIANCEBERNSTEIN LP STREET 2: 1345 AVENUE OF THE AMERICAS CITY: NEW YORK STATE: NY ZIP: 10105 FORMER COMPANY: FORMER CONFORMED NAME: ALLIANCEBERNSTEIN CAP FUND,INC DATE OF NAME CHANGE: 20040908 FORMER COMPANY: FORMER CONFORMED NAME: ALLIANCEBERNSTEIN SMALL CAP GROWTH FUND INC DATE OF NAME CHANGE: 19931001 FORMER COMPANY: FORMER CONFORMED NAME: ALLIANCE CAPITAL QUASAR FUND INC DATE OF NAME CHANGE: 19930907 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ALLIANCEBERNSTEIN CAP FUND, INC. CENTRAL INDEX KEY: 0000081443 IRS NUMBER: 132625045 STATE OF INCORPORATION: DE FISCAL YEAR END: 0731 FILING VALUES: FORM TYPE: 485BPOS SEC ACT: 1940 Act SEC FILE NUMBER: 811-01716 FILM NUMBER: 12960997 BUSINESS ADDRESS: STREET 1: ALLIANCEBERNSTEIN LP STREET 2: 1345 AVENUE OF THE AMERICAS CITY: NEW YORK STATE: NY ZIP: 10105 BUSINESS PHONE: 2129691000 MAIL ADDRESS: STREET 1: ALLIANCEBERNSTEIN LP STREET 2: 1345 AVENUE OF THE AMERICAS CITY: NEW YORK STATE: NY ZIP: 10105 FORMER COMPANY: FORMER CONFORMED NAME: ALLIANCEBERNSTEIN CAP FUND,INC DATE OF NAME CHANGE: 20040908 FORMER COMPANY: FORMER CONFORMED NAME: ALLIANCEBERNSTEIN SMALL CAP GROWTH FUND INC DATE OF NAME CHANGE: 19931001 FORMER COMPANY: FORMER CONFORMED NAME: ALLIANCE CAPITAL QUASAR FUND INC DATE OF NAME CHANGE: 19930907 0000081443 S000034315 AllianceBernstein Dynamic All Market Fund C000105672 Class A ADAAX C000105673 Class C ADACX C000105674 Advisor Class ADAYX C000105675 Class R ADARX C000105676 Class K ADAKX C000105677 Class I AMAIX C000105678 Class 1 ADADX C000105679 Class 2 ADAEX 485BPOS 1 d347430d485bpos.htm ALLIANCEBERNSTEIN CAP FUND, INC. - AB DYNAMIC ALL MARKET FUND - 485B XBRL AllianceBernstein Cap Fund, Inc. - AB Dynamic All Market Fund - 485B XBRL

As filed with the Securities and Exchange Commission on July 13, 2012

File No. 2-29901

811-01716

 

 

 

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM N-1A

REGISTRATION STATEMENT

UNDER

THE SECURITIES ACT OF 1933   
Pre-Effective Amendment No.   
Post-Effective Amendment No. 118    x

and/or

REGISTRATION STATEMENT

UNDER

THE INVESTMENT COMPANY ACT OF 1940

Amendment No. 97    x

 

 

ALLIANCEBERNSTEIN CAP FUND, INC.

(Exact Name of Registrant as Specified in Charter)

1345 Avenue of the Americas,

New York, New York 10105

(Address of Principal Executive Office) (Zip Code)

Registrant’s Telephone Number, including Area Code:

(800) 221-5672

 

 

EMILIE D. WRAPP

AllianceBernstein L.P.

1345 Avenue of the Americas

New York, New York 10105

(Name and address of agent for service)

Copies of communications to:

Kathleen K. Clarke

Seward & Kissel LLP

901 K Street, NW

Suite 800

Washington, DC 20005

It is proposed that this filing will become effective (check appropriate box):

  ¨ immediately upon filing pursuant to paragraph (b)
  x on July 13, 2012 pursuant to paragraph (b)
  ¨ 60 days after filing pursuant to paragraph (a)(1)
  ¨ on (date) pursuant to paragraph (a)(1)
       75 days after filing pursuant to paragraph (a)(2)
  ¨ on (date) pursuant to paragraph (a)(2) of Rule 485.

If appropriate, check the following box:

  ¨ This post-effective amendment designates a new effective date for a previously filed post-effective amendment.

This Post-Effective Amendment No. 118 relates solely to the Class A, Class C, Advisor Class, Class R, Class K, Class I, Class 1 and Class 2 shares, as applicable, of the AllianceBernstein Dynamic All Market Fund. No information in the Registrant’s Registration Statement relating to the Class A, Class B, Class C, Class R, Class K, Class I and Advisor Class shares, as applicable, of the AllianceBernstein Small Cap Growth Portfolio, the Class A, Class C, Class R, Class K, Class I and Advisor Class shares, as applicable, of the AllianceBernstein U.S. Strategic Research Portfolio, the Class A, Class C, Class R, Class K, Class I and Advisor Class shares, as applicable, of the AllianceBernstein Market Neutral Strategy—U.S., the Class A, Class C, Class R, Class K, Class I and Advisor Class shares, as applicable, of the AllianceBernstein Market Neutral Strategy—Global, the Class A, Class C, Advisor Class, Class R, Class K and Class I shares, as applicable, of the AllianceBernstein International Discovery Equity Portfolio, the Class A, Class C, Advisor Class, Class R, Class K and Class I shares, as applicable, of the AllianceBernstein International Focus 40 Portfolio, the Class A, Class C, Advisor Class, Class R, Class K, Class I, Class 1 and Class 2 shares, as applicable, of the AllianceBernstein Emerging Markets Multi-Asset Portfolio, the Class A, Class C, Advisor Class, Class R, Class K, Class I, Class 1 and Class 2 shares, as applicable, of the AllianceBernstein Dynamic All Market Plus Fund, the Class A, Class C, Advisor Class, Class R, Class K, Class I, Class 1 and Class 2 shares, as applicable, of the AllianceBernstein Select US Equity Portfolio and Class A, Class C, Advisor Class, Class R, Class K, Class I, Class 1 and Class 2 shares, as applicable, of the AllianceBernstein Emerging Markets Equity Portfolio is amended or superseded.

 

 

 

SIGNATURE

Pursuant to the requirements of the Securities Act of 1933, as amended, and the Investment Company Act of 1940, as amended, the Registrant certifies that it meets all of the requirements for effectiveness of this Amendment to its Registration Statement pursuant to Rule 485(b) under the Securities Act of 1933 and has duly caused this Amendment to its Registration Statement to be signed on its behalf by the undersigned, duly authorized, in the City and State of New York, on the 13th day of July, 2012.

 

ALLIANCEBERNSTEIN CAP FUND, INC.

By:

   

Robert M. Keith *

   Robert M. Keith
   President

Pursuant to the requirements of the Securities Act of l933, as amended, this Registration Statement has been signed below by the following persons in the capacities and on the dates indicated:

 

  

Signature

   

Title

   

Date

(1)    Principal Executive Officer:      
  

Robert M. Keith *

Robert M. Keith

   

President and

Chief Executive

Officer

    July 13, 2012
(2)   

Principal Financial and

Accounting Officer:

      
  

/s/ Joseph J. Mantineo

     Joseph J. Mantineo

   

Treasurer

and Chief

Financial Officer

    July 13, 2012
(3)    All of the Directors:      
   John H. Dobkin*      
   Michael J. Downey*      
   William H. Foulk, Jr.*      
   D. James Guzy*      
   Nancy P. Jacklin*      
   Garry L. Moody*      
   Robert M. Keith*      
   Marshall C. Turner, Jr.*      
   Earl D. Weiner*      

*By:

   

/s/ Stephen J. Laffey

Stephen J. Laffey

(Attorney-in-fact)

   

July 13, 2012

SIGNATURE

This Registration Statement contains certain disclosure regarding AllianceBernstein Dynamic All Market (Cayman) Ltd. (the “Subsidiary”). The Subsidiary has, subject to the next sentence, duly caused this Registration Statement on Form N-1A of AllianceBernstein Cap Fund, Inc. (the “Registrant”) to be signed on behalf by the undersigned, thereunto duly authorized, in the City of New York in the State of New York on the 13th day of July, 2012. The Subsidiary is executing this Registration Statement only in respect of the disclosure contained herein specifically describing the Subsidiary and hereby disclaims any responsibility or liability as to any other disclosures in this Registration Statement.

 

ALLIANCEBERNSTEIN DYNAMIC ALL MARKET

(CAYMAN) LTD.

By:

   

Robert M. Keith *

   Robert M. Keith
   President

This Registration Statement on Form N-1A of the Registrant has been signed below by the following persons, solely in the capacities indicated and subject to the next sentence on July 13, 2012. Each of the following persons is signing this Registration Statement only in respect of the disclosures contained herein specifically describing the Subsidiary and hereby disclaims any responsibility or liability as to any other disclosures in this Registration Statement.

 

    

Signature

   

Title

   

Date

(1)    Principal Executive Officer:      
  

Robert M. Keith *

Robert M. Keith

   

President and

Chief Executive

Officer

    July 13, 2012
(2)   

Principal Financial and

Accounting Officer:

      
  

/s/ Joseph J. Mantineo

     Joseph J. Mantineo

   

Treasurer

and Chief

Financial Officer

    July 13, 2012
(3)    All of the Directors:      
   William H. Foulk, Jr.*      
   Robert M. Keith*      
   Marshall C. Turner, Jr.*      

*By:

   

/s/ Stephen J. Laffey

Stephen J. Laffey

(Attorney-in-fact)

   

July 13, 2012

Index to Exhibits

 

Exhibit No.

   

Description of Exhibits

EX-101.INS    XBRL Instance Document
EX-101.SCH    XBRL Taxonomy Extension Schema Document
EX-101.CALC    XBRL Taxonomy Extension Calculation Linkbase
EX-101.DEF    XBRL Taxonomy Extension Definition Linkbase
EX-101.LAB    XBRL Taxonomy Extension Labels Linkbase
EX-101.PRE    XBRL Taxonomy Extension Presentation Linkbase

 

 EX-101.INS 3 abcf-20120629.xml XBRL INSTANCE DOCUMENT 0000081443 abcf:InstitutionalSharesMember abcf:S000034315Member 2011-07-02 2012-07-01 0000081443 abcf:RetailAndRetirementSharesMember abcf:S000034315Member 2011-07-02 2012-07-01 0000081443 abcf:C000105678Member abcf:InstitutionalSharesMember abcf:S000034315Member 2011-07-02 2012-07-01 0000081443 abcf:C000105679Member abcf:InstitutionalSharesMember abcf:S000034315Member 2011-07-02 2012-07-01 0000081443 abcf:C000105672Member abcf:RetailAndRetirementSharesMember abcf:S000034315Member 2011-07-02 2012-07-01 0000081443 abcf:C000105673Member abcf:RetailAndRetirementSharesMember abcf:S000034315Member 2011-07-02 2012-07-01 0000081443 abcf:C000105674Member abcf:RetailAndRetirementSharesMember abcf:S000034315Member 2011-07-02 2012-07-01 0000081443 abcf:C000105675Member abcf:RetailAndRetirementSharesMember abcf:S000034315Member 2011-07-02 2012-07-01 0000081443 abcf:C000105676Member abcf:RetailAndRetirementSharesMember abcf:S000034315Member 2011-07-02 2012-07-01 0000081443 abcf:C000105677Member abcf:RetailAndRetirementSharesMember abcf:S000034315Member 2011-07-02 2012-07-01 0000081443 2011-07-02 2012-07-01 pure iso4217:USD SUMMARY INFORMATION<br/><br/>ALLIANCEBERNSTEIN DYNAMIC ALL MARKET FUND SUMMARY INFORMATION<br/><br/>ALLIANCEBERNSTEIN DYNAMIC ALL MARKET FUND INVESTMENT OBJECTIVE INVESTMENT OBJECTIVE The Fund's investment objective is to maximize total return consistent with the Adviser's determination of reasonable risk. Total return is the sum of capital appreciation and income. The Fund's investment objective is to maximize total return consistent with the Adviser's determination of reasonable risk. Total return is the sum of capital appreciation and income. FEES AND EXPENSES OF THE FUND This table describes the fees and expenses that you may pay if you buy and hold shares of the Fund. SHAREHOLDER FEES (fees paid directly from your investment) FEES AND EXPENSES OF THE FUND This table describes the fees and expenses that you may pay if you buy and hold shares of the Fund. You may qualify for sales charge reductions if you and members of your family invest, or agree to invest in the future, at least $100,000 in AllianceBernstein Mutual Funds. More information about these and other discounts is available from your financial intermediary and in Investing in the Fund--Sales Charge Reduction Programs for Class A Shares on page 23 of this Prospectus and in Purchase of Shares--Sales Charge Reduction Programs on page 78 of the Fund's Statement of Additional Information ("SAI"). SHAREHOLDER FEES (fees paid directly from your investment) <div style="display:none">~ http://www.AllianceBernstein.com/role/ScheduleShareholderFeesAllianceBernsteinDynamicAllMarketFundClass1Class2 column period compact * ~</div> <div style="display:none">~ http://www.AllianceBernstein.com/role/ScheduleShareholderFeesAllianceBernsteinDynamicAllMarketFund column period compact * ~</div> ANNUAL FUND OPERATING EXPENSES (expenses that you pay each year as a percentage of the value of your investment) EXAMPLES The Examples are intended to help you compare the cost of investing in the Fund with the cost of investing in other mutual funds. The Examples assume that you invest $10,000 in the Fund for the time periods indicated. The Examples also assume that your investment has a 5% return each year, that the Fund's operating expenses stay the same and that the fee waiver remains in effect as agreed upon. Although your actual costs may be higher or lower, based on these assumptions your costs would be: PORTFOLIO TURNOVER The Fund pays transaction costs, such as commissions, when it buys or sells securities (or "turns over" its portfolio). A higher portfolio turnover rate may indicate higher transaction costs and may result in higher taxes when Fund shares are held in a taxable account. These transaction costs, which are not reflected in the Annual Fund Operating Expenses or in the Examples, affect the Fund's performance. During the most recent fiscal period, the Fund's portfolio turnover rate was 16% of the average value of its portfolio. PRINCIPAL STRATEGIES ANNUAL FUND OPERATING EXPENSES (expenses that you pay each year as a percentage of the value of your investment) Examples The Examples are intended to help you compare the cost of investing in the Fund with the cost of investing in other mutual funds. The Examples assume that you invest $10,000 in the Fund for the time periods indicated. The Examples also assume that your investment has a 5% return each year, that the Fund's operating expenses stay the same and that the fee waiver remains in effect as agreed upon. Although your actual costs may be higher or lower, based on these assumptions your costs would be: Portfolio Turnover The Fund pays transaction costs, such as commissions, when it buys or sells securities (or "turns over" its portfolio). A higher portfolio turnover rate may indicate higher transaction costs and may result in higher taxes when Fund shares are held in a taxable account. These transaction costs, which are not reflected in the Annual Fund Operating Expenses or in the Examples, affect the Fund's performance. During the most recent fiscal period, the Fund's portfolio turnover rate was 16% of the average value of its portfolio. PRINCIPAL STRATEGIES <div style="display:none">~ http://www.AllianceBernstein.com/role/ScheduleExpenseExampleAllianceBernsteinDynamicAllMarketFundClass1Class2 column period compact * ~</div> <div style="display:none">~ http://www.AllianceBernstein.com/role/ScheduleAnnualFundOperatingExpensesAllianceBernsteinDynamicAllMarketFund column period compact * ~</div> <div style="display:none">~ http://www.AllianceBernstein.com/role/ScheduleExpenseExampleAllianceBernsteinDynamicAllMarketFund column period compact * ~</div> <div style="display:none">~ http://www.AllianceBernstein.com/Role/ScheduleAnnualFundOperatingExpensesAllianceBernsteinDynamicAllMarketFundClass1Class2 column period compact * ~</div> 0 0 0 0 0 0 0.0425 0 0 0 0 0 0 0.01 0 0 0 0 0 0 0 0 PRINCIPAL RISKS PERFORMANCE INFORMATION No performance information is available for the Fund because it has not yet been in operation for a full calendar year. PERFORMANCE INFORMATION The Fund invests dynamically in a number of global asset classes, including equity, fixed-income, real assets, credit and currencies. In making asset allocation decisions, the Adviser will use both fundamental analysis and its proprietary dynamic asset allocation process. This process generates forecasts of volatility, correlation and expected return that allow the Adviser to gauge changes in the risk/return trade-off across a range of asset classes. The Adviser may make frequent adjustments to the Fund's asset class exposures based on this continued monitoring of risks and potential returns. <br/><br/>In addition, the Adviser will seek to allocate the Fund's investments such that the Fund's asset classes contribute to its overall expected risk and volatility in a more balanced manner than is typical in a portfolio with approximately equal allocations to equity and fixed-income securities, where volatility often can be attributed largely to equities. This means that the Fund will generally have greater exposures to lower risk asset classes (such as fixed-income) than to higher risk asset classes. In addition to these risk considerations, the Adviser will consider its forecasts for return as well as risk in making asset allocation decisions. To achieve the overall risk/return profile that the Adviser believes is most appropriate in light of the Fund's investment objective, a combination of direct securities investments, derivative instruments and reverse repurchase agreements will be used to gain asset class exposure so that the Fund's aggregate exposure will generally be substantially in excess of its net assets (i.e., so that the Fund is effectively leveraged). <br/><br/>The asset classes in which the Fund may invest include: <ul><li type="square"> equity (generally large-capitalization equity securities and related derivatives; also small- and mid-capitalization equity securities and related derivatives to a lesser degree);</li></ul><ul><li type="square"> fixed-income (sovereign debt obligations; interest rate derivatives); </li></ul><ul><li type="square"> credit (corporate debt securities, including high-yield debt securities or "junk bonds", and credit derivatives such as credit default swaps); </li></ul><ul><li type="square">real assets, including: </li></ul><ul><li type="square" style="margin-left:+24px">commodities, commodity-linked derivative instruments, including futures and options thereon, and companies engaged in commodity businesses; </li></ul><ul><li type="square" style="margin-left:+24px">real estate investment trusts ("REITs") and other real estate-related securities; </li></ul><ul><li type="square" style="margin-left:+24px">inflation-linked securities and related derivatives; and </li></ul><ul><li type="square" >currencies.</li></ul><br/>The Fund's investments within each asset class will generally be index-based--i.e., portfolios of securities intended to track the performance of a particular index and index-based exchange-traded funds ("ETFs") and derivatives. The Fund's investments in each asset class will generally be global in nature, and will generally include investments in both developed and emerging markets. The Fund may invest in debt securities with a range of maturities from short- to long-term.<br/><br/>ETFs and derivatives, such as options, futures, forwards and swaps, may provide more efficient and economical exposure to market segments than direct investments, and the Fund's market exposures may at times be achieved almost entirely through investments in ETF shares and/or through the use of derivatives. Shares of ETFs and derivatives transactions may also be a quicker and more efficient way to alter the Fund's exposure than buying and selling direct investments. In determining when and to what extent to invest in ETFs or to enter into derivatives transactions, the Adviser will consider factors such as the risks and returns of these investments relative to direct investments and the costs of such transactions. Because derivatives transactions frequently require cash outlays that are only a small portion of the amount of exposure obtained through the derivative, a significant portion of the Fund's assets may be held in cash or invested in cash equivalents, such as short-term U.S. Government and agency securities, repurchase agreements and money market funds.<br/><br/>While the Fund may seek to gain exposure to physical commodities traded in the commodities markets through investments in a variety of derivative instruments, the Adviser expects that the Fund will seek to gain exposure to commodities and commodities-related instruments and derivatives primarily through investments in AllianceBernstein Dynamic All Market (Cayman) Ltd., a wholly-owned subsidiary of the Fund organized under the laws of the Cayman Islands (the "Subsidiary"). The Subsidiary is advised by the Adviser and has the same investment objective and substantially similar investment policies and restrictions as the Fund except that the Subsidiary, unlike the Fund, may invest, without limitation, in commodities and commodities-related instruments. The Fund will be subject to the risks associated with the commodities, derivatives and other instruments in which the Subsidiary invests, to the extent of its investment in the Subsidiary. The Fund limits its investment in the Subsidiary to no more than 25% of its net assets. Investment in the Subsidiary is expected to provide the Fund with commodity exposure within the limitations of federal tax requirements that apply to the Fund.<br/><br/>Currency exchange rate fluctuations can have a dramatic impact on returns. The Fund's foreign currency exposures will come both from investments in equity and debt securities priced or denominated in foreign currencies and from direct holdings of foreign currencies and currency-related derivatives. The Adviser may seek to hedge all or a portion of the currency exposure resulting from Fund investments or decide not to hedge this exposure. The Adviser may seek investment opportunities by taking long or short positions in currencies through the use of currency-related derivatives. <ul><li type="square">MARKET RISK: The value of the Fund's assets will fluctuate as the stock, bond, currency and commodity markets fluctuate. The value of the Fund's investments may decline, sometimes rapidly and unpredictably, simply because of economic changes or other events that affect large portions of the market.</li></ul><ul><li type="square">ALLOCATION RISK: The allocation of the Fund's assets among different asset classes, such as equity securities, debt securities and currencies, may have a significant effect on the Fund's net asset value, or NAV, when one of these asset classes is performing better or worse than others.</li></ul><ul><li type="square">DERIVATIVES RISK: Investments in derivatives may be illiquid, difficult to price, and leveraged so that small changes may produce disproportionate losses for the Fund, and may be subject to counterparty risk to a greater degree than more traditional investments.</li></ul><ul><li type="square">LEVERAGE RISK: Because the Fund uses leveraging techniques, its NAV may be more volatile because leverage tends to exaggerate the effect of changes in interest rates and any increase or decrease in the value of the Fund's investments. </li></ul><ul><li type="square">FOREIGN (NON-U.S.) RISK: Investments in securities of non-U.S. issuers may involve more risk than those of U.S. issuers. These securities may fluctuate more widely in price and may be less liquid due to adverse market, economic, political, regulatory or other factors.</li></ul><ul><li type="square">EMERGING MARKET RISK: Investments in emerging market countries may have more risk because the markets are less developed and less liquid, and because these investments may be subject to increased economic, political,regulatory and other uncertainties.</li></ul><ul><li type="square">CURRENCY RISK: Fluctuations in currency exchange rates may negatively affect the value of the Fund's investments or reduce its returns.</li></ul><ul><li type="square">INTEREST RATE RISK: Changes in interest rates will affect the value of investments in fixed-income securities. When interest rates rise, the value of existing investments in fixed-income securities tends to fall and this decrease in value may not be offset by higher income from new investments. Interest rate risk is generally greater for fixed-income securities with longer maturities or durations.</li></ul><ul><li type="square">CREDIT RISK: An issuer or guarantor of a fixed-income security, or the counterparty to a derivatives or other contract, may be unable or unwilling to make timely payments of interest or principal, or to otherwise honor its obligations. The issuer, guarantor or counterparty may default, causing a loss of the full principal amount of a security or the amount to which the Fund is entitled in a derivatives transaction. The degree of risk for a particular security may be reflected in its credit rating. There is the possibility that the credit rating of a fixed-income security may be downgraded after purchase, which may adversely affect the value of the security.</li></ul><ul><li type="square">HIGH YIELD DEBT SECURITY RISK: Investments in fixed-income securities with ratings below investment grade, commonly known as "junk bonds", tend to have a higher probability that an issuer will default or fail to meet its payment obligations. These securities may be subject to greater price volatility due to such factors as specific corporate developments,interest rate sensitivity, negative perceptions of the junk bond market generally and less secondary market liquidity.</li></ul><ul><li type="square">COMMODITY RISK: Investing in commodities and commodity-linked derivative instruments may subject the Fund to greater volatility than investments in traditional securities. The value of commodity-linked derivative instruments may be affected by overall market movements, commodity index volatility, changes in interest rates, or factors affecting a particular industry or commodity, such as drought, floods, weather, livestock disease, embargoes, tariffs and international economic, political and regulatory developments. </li></ul><ul><li type="square">SUBSIDIARY RISK: By investing in the Subsidiary, the Fund is indirectly exposed to the risks associated with the Subsidiary. The derivatives and other investments held by the Subsidiary are generally similar to those that are permitted to be held by the Fund and are subject to the same risks that apply to similar investments if held directly by the Fund. The Subsidiary is not registered under the Investment Company Act of 1940, as amended (the "1940 Act"), and, unless otherwise noted in this Prospectus,is not subject to all of the investor protections of the 1940 Act.However, the Fund wholly owns and controls the Subsidiary, and the Fund and the Subsidiary are managed by the Adviser, making it unlikely the Subsidiary will take actions contrary to the interests of the Fund or its shareholders. In addition, changes in federal tax laws applicable to the Fund or interpretations thereof could limit the Fund's ability to gain exposure to commodities investments through investments in the Subsidiary.</li></ul><ul><li type="square">REAL ESTATE RISK: The Fund's investments in real estate securities have many of the same risks as direct ownership of real estate, including the risk that the value of real estate could decline due to a variety of factors that affect the real estate market generally. Investments in REITs may have additional risks. REITs are dependent on the capability of their managers, may have limited diversification, and could be significantly affected by changes in taxes.</li></ul><ul><li type="square">DIVERSIFICATION RISK: The Fund may have more risk because it is "non-diversified", meaning that it can invest more of its assets in a smaller number of issuers. </li></ul><ul><li type="square">MANAGEMENT RISK: The Fund is subject to management risk because it is an actively managed investment fund. The Adviser will apply its investment techniques and risk analyses in making investment decisions, but there is no guarantee that its techniques will produce the intended results.</li></ul>As with all investments, you may lose money by investing in the Fund. The Fund invests dynamically in a number of global asset classes, including equity, fixed-income, real assets, credit and currencies. In making asset allocation decisions, the Adviser will use both fundamental analysis and its proprietary dynamic asset allocation process. This process generates forecasts of volatility, correlation and expected return that allow the Adviser to gauge changes in the risk/return trade-off across a range of asset classes. The Adviser may make frequent adjustments to the Fund's asset class exposures based on this continued monitoring of risks and potential returns.<br/><br/>In addition, the Adviser will seek to allocate the Fund's investments such that the Fund's asset classes contribute to its overall expected risk and volatility in a more balanced manner than is typical in a portfolio with approximately equal allocations to equity and fixed-income securities, where volatility often can be attributed largely to equities. This means that the Fund will generally have greater exposures to lower risk asset classes (such as fixed-income) than to higher risk asset classes. In addition to these risk considerations, the Adviser will consider its forecasts for return as well as risk in making asset allocation decisions. To achieve the overall risk/return profile that the Adviser believes is most appropriate in light of the Fund's investment objective, a combination of direct securities investments, derivative instruments and reverse repurchase agreements will be used to gain asset class exposure so that the Fund's aggregate exposure will generally be substantially in excess of its net assets (i.e., so that the Fund is effectively leveraged).<br/><br/> The asset classes in which the Fund may invest include:<ul><li type="square"> equity (generally large-capitalization equity securities and related derivatives; also small- and mid-capitalization equity securities and related derivatives to a lesser degree);</li></ul><ul><li type="square"> fixed-income (sovereign debt obligations; interest rate derivatives); </li></ul><ul><li type="square"> credit (corporate debt securities, including high-yield debt securities or "junk bonds", and credit derivatives such as credit default swaps); </li></ul><ul><li type="square">real assets, including:</li></ul><ul ><li type="square" style="margin-left:+24px">commodities, commodity-linked derivative instruments, including futures and options thereon, and companies engaged in commodity businesses; </li></ul><ul><li type="square" style="margin-left:+24px">real estate investment trusts ("REITs") and other real estate-related securities; </li></ul><ul><li type="square" style="margin-left:+24px">inflation-linked securities and related derivatives; and </li></ul><ul><li type="square" style="margin-left:+24px">currencies.</li></ul>The Fund's investments within each asset class will generally be index-based--i.e., portfolios of securities intended to track the performance of a particular index and index-based exchange-traded funds ("ETFs") and derivatives. The Fund's investments in each asset class will generally be global in nature, and will generally include investments in both developed and emerging markets. The Fund may invest in debt securities with a range of maturities from short- to long-term.<br/><br/> ETFs and derivatives, such as options, futures, forwards and swaps, may provide more efficient and economical exposure to market segments than direct investments, and the Fund's market exposures may at times be achieved almost entirely through investments in ETF shares and/or through the use of derivatives. Shares of ETFs and derivatives transactions may also be a quicker and more efficient way to alter the Fund's exposure than buying and selling direct investments. In determining when and to what extent to invest in ETFs or to enter into derivatives transactions, the Adviser will consider factors such as the risks and returns of these investments relative to direct investments and the costs of such transactions. Because derivatives transactions frequently require cash outlays that are only a small portion of the amount of exposure obtained through the derivative, a significant portion of the Fund's assets may be held in cash or invested in cash equivalents, such as short-term U.S. Government and agency securities, repurchase agreements and money market funds.<br/><br/> While the Fund may seek to gain exposure to physical commodities traded in the commodities markets through investments in a variety of derivative instruments, the Adviser expects that the Fund will seek to gain exposure to commodities and commodities-related instruments and derivatives primarily through investments in AllianceBernstein Dynamic All Market (Cayman) Ltd., a wholly-owned subsidiary of the Fund organized under the laws of the Cayman Islands (the "Subsidiary"). The Subsidiary is advised by the Adviser and has the same investment objective and substantially similar investment policies and restrictions as the Fund except that the Subsidiary, unlike the Fund, may invest, without limitation, in commodities and commodities-related instruments. The Fund will be subject to the risks associated with the commodities, derivatives and other instruments in which the Subsidiary invests, to the extent of its investment in the Subsidiary. The Fund limits its investment in the Subsidiary to no more than 25% of its net assets. Investment in the Subsidiary is expected to provide the Fund with commodity exposure within the limitations of federal tax requirements that apply to the Fund.<br/><br/> Currency exchange rate fluctuations can have a dramatic impact on returns. The Fund's foreign currency exposures will come both from investments in equity and debt securities priced or denominated in foreign currencies and from direct holdings of foreign currencies and currency-related derivatives. The Adviser may seek to hedge all or a portion of the currency exposure resulting from Fund investments or decide not to hedge this exposure. The Adviser may seek investment opportunities by taking long or short positions in currencies through the use of currency-related derivatives. <ul><li type="square"> MARKET RISK: The value of the Fund's assets will fluctuate as the stock, bond, currency and commodity markets fluctuate. The value of the Fund's investments may decline, sometimes rapidly and unpredictably, simply because of economic changes or other events that affect large portions of the market.</li></ul><ul><li type="square"> ALLOCATION RISK: The allocation of the Fund's assets among different asset classes, such as equity securities, debt securities and currencies, may have a significant effect on the Fund's net asset value, or NAV, when one of these asset classes is performing better or worse than others.</li></ul><ul><li type="square"> DERIVATIVES RISK: Investments in derivatives may be illiquid, difficult to price, and leveraged so that small changes may produce disproportionate losses for the Fund, and may be subject to counterparty risk to a greater degree than more traditional investments.</li></ul><ul><li type="square"> LEVERAGE RISK: Because the Fund uses leveraging techniques, its NAV may be more volatile because leverage tends to exaggerate the effect of changes in interest rates and any increase or decrease in the value of the Fund's investments.</li></ul><ul><li type="square"> FOREIGN (NON-U.S.) RISK: Investments in securities of non-U.S. issuers may involve more risk than those of U.S. issuers. These securities may fluctuate more widely in price and may be less liquid due to adverse market, economic, political, regulatory or other factors.</li></ul><ul><li type="square"> EMERGING MARKET RISK: Investments in emerging market countries may have more risk because the markets are less developed and less liquid, and because these investments may be subject to increased economic, political, regulatory and other uncertainties.</li></ul><ul><li type="square"> CURRENCY RISK: Fluctuations in currency exchange rates may negatively affect the value of the Fund's investments or reduce its returns.</li></ul><ul><li type="square"> INTEREST RATE RISK: Changes in interest rates will affect the value of investments in fixed-income securities. When interest rates rise, the value of existing investments in fixed-income securities tends to fall and this decrease in value may not be offset by higher income from new investments Interest rate risk is generally greater for fixed-income securities with longer maturities or durations.</li></ul><ul><li type="square"> CREDIT RISK: An issuer or guarantor of a fixed-income security, or the counterparty to a derivatives or other contract, may be unable or unwilling to make timely payments of interest or principal, or to otherwise honor its obligations. The issuer, guarantor or counterparty may default, causing a loss of the full principal amount of a security or the amount to which the Fund is entitled in a derivatives transaction. The degree of risk for a particular security may be reflected in its credit rating. There is the possibility that the credit rating of a fixed-income security may be downgraded after purchase, which may adversely affect the value of the security.</li></ul><ul><li type="square"> HIGH YIELD DEBT SECURITY RISK: Investments in fixed-income securities with ratings below investment grade, commonly known as "junk bonds", tend to have a higher probability that an issuer will default or fail to meet its payment obligations. These securities may be subject to greater price volatility due to such factors as specific corporate developments, interest rate sensitivity, negative perceptions of the junk bond market generally and less secondary market liquidity.</li></ul><ul><li type="square"> COMMODITY RISK: Investing in commodities and commodity-linked derivative instruments may subject the Fund to greater volatility than investments in traditional securities. The value of commodity-linked derivative instruments may be affected by overall market movements, commodity index volatility, changes in interest rates, or factors affecting a particular industry or commodity, such as drought, floods, weather, livestock disease, embargoes, tariffs and international economic, political and regulatory developments.</li></ul><ul><li type="square"> SUBSIDIARY RISK: By investing in the Subsidiary, the Fund is indirectly exposed to the risks associated with the Subsidiary. The derivatives and other investments held by the Subsidiary are generally similar to those that are permitted to be held by the Fund and are subject to the same risks that apply to similar investments if held directly by the Fund. The Subsidiary is not registered under the Investment Company Act of 1940, as amended (the "1940 Act"), and, unless otherwise noted in this Prospectus, is not subject to all of the investor protections of the 1940 Act. However, the Fund wholly owns and controls the Subsidiary, and the Fund and the Subsidiary are managed by the Adviser, making it unlikely the Subsidiary will take actions contrary to the interests of the Fund or its shareholders. In addition, changes in federal tax laws applicable to the Fund or interpretations thereof could limit the Fund's ability to gain exposure to commodities investments through investments in the Subsidiary.</li></ul><ul><li type="square"> REAL ESTATE RISK: The Fund's investments in real estate securities have many of the same risks as direct ownership of real estate, including the risk that the value of real estate could decline due to a variety of factors that affect the real estate market generally. Investments in REITs may have additional risks. REITs are dependent on the capability of their managers, may have limited diversification, and could be significantly affected by changes in taxes.</li></ul><ul><li type="square"> DIVERSIFICATION RISK: The Fund may have more risk because it is "non-diversified", meaning that it can invest more of its assets in a smaller number of issuers. </li></ul><ul><li type="square"> MANAGEMENT RISK: The Fund is subject to management risk because it is an actively managed investment fund. The Adviser will apply its investment techniques and risk analyses in making investment decisions, but there is no guarantee that its techniques will produce the intended results.</li></ul>As with all investments, you may lose money by investing in the Fund. PRINCIPAL RISKS No performance information is available for the Fund because it has not yet been in operation for a full calendar year. 0.006 0.006 0.0025 0 0.0001 0.0001 0.0656 0.0658 0.0657 0.0659 0.0003 0.0003 0.0745 0.0722 -0.0639 -0.0637 0 0 0.006 0.006 0.006 0.006 0.006 0.006 0.003 0.01 0 0.005 0.0025 0 0.7955 0.7952 0.7969 0.0007 0.0004 0.0002 0.0664 0.0654 0.0674 0.0655 0.0656 0.0656 0.0658 0.066 0.0662 0.8643 0.8606 0.8619 0.0003 0.0003 0.0003 0.0003 0.0003 0.0003 0.0721 0.0748 0.0775 0.8706 0.8769 0.8712 -0.8599 -0.8586 -0.8623 -0.0642 485BPOS ALLIANCEBERNSTEIN CAP FUND, INC. 2012-02-29 0000081443 false 2012-06-29 2012-07-01 2012-07-01 0.0108 0.0083 February 28, 2015 110 85 343 265 -0.064 -0.0638 0.0113 0.0183 0.0083 0.0133 0.0108 0.0083 As with all investments, you may lose money by investing in the Fund. DIVERSIFICATION RISK: The Fund may have more risk because it is "non-diversified", meaning that it can invest more of its assets in a smaller number of issuers. No performance information is available for the Fund because it has not yet been in operation for a full calendar year. February 28, 2015 535 286 85 135 110 85 265 343 421 265 769 576 1975 1861 5716 5552 7264 7202 7109 2101 1981 1859 7478 7406 7337 5913 5732 5546 0.16 As with all investments, you may lose money by investing in the Fund. DIVERSIFICATION RISK: The Fund may have more risk because it is "non-diversified", meaning that it can invest more of its assets in a smaller number of issuers. No performance information is available for the Fund because it has not yet been in operation for a full calendar year. You may qualify for sales charge reductions if you and members of your family invest, or agree to invest in the future, at least $100,000 in AllianceBernstein Mutual Funds. 100000 0.16 The Adviser has agreed to waive its management fees and/or to bear expenses of the Fund through February 28, 2015 to the extent necessary to prevent total Fund operating expenses, on an annualized basis, from exceeding 1.05% on Class 1 shares or 0.80% on Class 2 shares (excluding Acquired Fund Fees and Expenses other than the advisory fees of any AllianceBernstein Mutual Funds in which the Fund may invest, interest expense, brokerage commissions and other transaction costs, taxes and extraordinary expenses). Any fees waived and expenses borne by the Adviser may be reimbursed by the Fund until February 28, 2015, provided that no reimbursement payment will be made that would cause the Fund's total annual Fund operating expenses to exceed the percentages in the preceding sentence or cause the total of the payments to exceed the Fund's total initial offering expenses. In some cases, Class A shares may be subject to a 1%, 1-year contingent deferred sales charge, or CDSC, which may be subject to waiver in certain circumstances. For Class C shares, the CDSC is 0% after the first year. Assuming redemption at the end of the period, a 1% CDSC would increase the expenses by approximately $100. The Adviser has agreed to waive its management fees and/or to bear expenses of the Fund through February 28, 2015 to the extent necessary to prevent total Fund operating expenses, on an annualized basis, from exceeding 1.10% on Class A shares, 1.80% on Class C shares, 0.80% on Advisor Class shares, 1.30% on Class R shares, 1.05% on Class K shares, or 0.80% on Class I shares (excluding Acquired Fund Fees and Expenses other than the advisory fees of any AllianceBernstein Mutual Funds in which the Fund may invest, interest expense, brokerage commissions and other transaction costs, taxes and extraordinary expenses). Any fees waived and expenses borne by the Adviser may be reimbursed by the Fund until February 28, 2015, provided that no reimbursement payment will be made that would cause the Fund's total annual Fund operating expenses to exceed the percentages in the preceding sentence or cause the total of the payments to exceed the Fund's total initial offering expenses. 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